Amendment No. 1 to the Administrative Services Agreement Franklin Templeton Services, LLC Massachusetts Mutual Life Insurance Company

Item 30. Exhibit (h) i. j. 2. i.

Amendment No. 1 to the

Administrative Services Agreement

Franklin Xxxxxxxxx Services, LLC

Massachusetts Mutual Life Insurance Company

C.M. Life Insurance Company

MML Bay State Life Insurance Company

The administrative services agreement, dated as of May 1, 2002, by and among Franklin Xxxxxxxxx Services, LLC, Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company and 11ML Bay State Life Insurance Company (the “Agreement”) is hereby amended as follows:

1.     Schedule B of the Agreement is hereby deleted in its entirety and replaced with the Schedule B attached hereto.

2.     All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.

This Amendment is executed as of August 10, 2005.

FRANKLIN XXXXXXXXX SERVICES, LLC					MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
By:	/s/ Xxxxx X. Xxx				By:	/s/ Xxxxx X. X’Xxxxx
Name:	Xxxxx X. Xxx, CFA				Name:	Xxxxx X. X’Xxxxx
Title:	Senior Vice President				Title:	Senior Vice President
MML Bay State Life Insurance Company					C.M. LIFE INSURANCE COMPANY
By:	/s/ Xxxxx X. X’Xxxxx				By:	/s/ Xxxxx X. X’Xxxxx
Name:	Xxxxx X. X’Xxxxx				Name:	Xxxxx X. X’Xxxxx
Title:	Senior Vice President				Title:	Senior Vice President

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Schedule B

Administrative Expense Payment

The Fund Administrator agrees to pay the Company a fee, computed daily and paid quarterly in arrears, equal to an annual rate as set forth below, applied to the average daily net assets of the shares of the Funds held in the subaccounts/divisions of the Accounts. The payment will be computed and paid in the manner described more completely in the Agreement.

#		Company		Product Name/ 1933 Act No.		Funds of the Trust		Fee Rate		Date of Beginning of Period for Computation of fee
1.		C.M. Life Insurance Company/ Massachusetts Mutual Life Insurance Company		Panorama Premier 333-66167 333-45039		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		02/01/02
2.		C.M. Life Insurance Company/ Massachusetts Mutual Life Insurance Company		Panorama Passage 333-80991 333-81015		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		02/01/02
3.		Massachusetts Mutual Life Insurance Company/C.M. Life Insurance Company		Survivorship Variable Universal Life Insurance Policy (“SVUL II”) 333-88503 333-88493		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		05/01/03
4.		Massachusetts Mutual Life Insurance Company/C.M. Life Insurance Company		Variable Universal Life Insurance Policy (“YUL”) 333-49475 333-49457		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		05/01/03
5.		C.M. Life Insurance Company/Massachusetts Mutual Life Insurance Company		Mass Mutual Artistry 333-95845 333-95851		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		02/01/02
6.		Massachusetts Mutual Life Insurance Company		VULII 333-50410		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		02/01/02

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#		Company		Product Name/ 1933 Act No.		Funds of the Trust		Fee Rate		Date of Beginning of Period for Computation of fee
7.		Massachusetts Mutual Life Insurance Company/C.M. Life Insurance Company		Survivorship Variable Universal Life Insurance Policy (“SVUL”) 333-41657 333-41667		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		5/1/2003
8.		Massachusetts Mutual Life Insurance Company		MassMutual Transitions 333-73406		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		02/01/02
9.		Massachusetts Mutual Life Insurance Company		VUL GuardSM 333-101495		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		05/01/03
10.		Massachusetts Mutual Life Insurance Company		MassMutual Transitions Select 333-112626		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		05/01/03
11.		Massachusetts Mutual Life Insurance Company		MassMutual Evolution 333-109620		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		05/01/03
12.		Massachusetts Mutual Life Insurance Company		Survivorship VUL GuardSM 333-114171		Class 2 shares: Franklin Small Cap Value Securities Fund Xxxxxxxxx Foreign Securities Fund		[    ]%		05/01/03

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